So what is Starships & Spacemen (S&S)? It is a "military style" missions-based, old-school game in the milieu of Star Trek. First off it is important to point out that while this is the "2e" version of Starships & Spacemen it is more compatible with Goblinoid Games other products like Labyrinth Lord, Realms of Crawling Chaos and Mutant Future. In fact I would go out on a limb and say Mutant Future is a must have since it has rules that can used to create mutants aka aliens. Realms of Crawling Chaos is Cthulhu and those creatures are aliens after all. Labyrinth Lord of course provides more monster/alien creatures.

The author, Dan Proctor admits his love for Star Trek in the forward of the book, and the cover is certainly evocative of the Original Series.

Also, given that it is compatible with Labyrinth Lord it is also compatible with 100s of other products also compatible with LL. It is also compatible with 1000s of other OSR/Old School products too.

The book itself is 95 pages of content, some ads for other Goblinoid Games products, two full color covers (front and back), character sheet, ship record and hex map. There is no OGL page that I could see.

The system is class and level based. There are various races your character can belong to. Three basic classes all in the "Confederation" military-like branch; Military/Command, Sciences and Support/Tech. Or if you prefer, Gold Shirt, Blue Shirt, and Red Shirt. There is Officer level advancement to level 12 and Enlisted advancement to level 9. So if you are running a game of a starship "boldly going where no one has gone before" then you are set. While I am enjoying class/level systems much more now than ever before I do have some issues with this, but I will talk about that later.

The introduction covers the basics of the system; very much the same as Labyrinth Lord.
Section 2 covers the characters and character creation. Here we have our classes and basic races.
Each class has some basic skills that improve with leveling and each race has ability modifiers. The races are as expected pastiches of the expected races. This is fine since it works so well here. There are a couple of others too, including some reptoids and a frog like race.
Equipment covers the expected range too. Though there are two entries that caught my eye. The robot dog for you K9 or Daggit fans. Also there is a telepathic dog. This caught my eye because back in college I ran a brief "Trek" game where the medical officer had a telepathic dog on board.

Section 3 covers Psi powers. These are not class based, but a random d6 power. The powers are detailed like spells and there are couple of special powers for stronger characters. Like other sci-fi games built on the d20 core adding new powers can be easy, but care should be given as to not make the game too much about powers.

Section 4 covers Planetary Adventures. Or what your away team is doing. This covers a lot of "adventuring" style topics including mapping, various weapon damages, and other hazards.

Section 5 is the meatiest of the book. This covers Galactic Adventures. I think my favorite bit here are all the space hazards. Space Mirrors, Gravity Wells. Enough for a full season of starship disaster scenarios. Atmospheric combat, diseases and even time travel is covered. So of the top of my head nearly any episode of the classic series can be reproduced with this chapter. How is plays out of course is up to the players.

Section 6 covers Starships and discusses their basic use, creation and stats. Combat systems are covered, energy weapons, solid projectiles and shields. Transporter Teleporter systems are discussed including the ever popular mishap (yes there is a table). Computer systems are covered (yes they can run more than one program!) Ship to ship combat gets a pretty decent section since it covers new ground.

Section 7, Alien Encounters is the biggest. This covers not just sentient aliens, but "monster" types as well. Again move creatures from other games back and forth here with no effort. The best section is the random "forehead" alien system. Roll some dice and you have a new alien race. You can even randomly determine a background and environment.
The flows right into Section 8, Alien Artifacts. Lost tech of ancient civilizations.

Section 9 is advice for the "Star Master" or Game Master. Some brief background on the setting is given. There is just enough information here to start a campaign and then get going. Really this is all you need. The game is one about exploration and discovery. So it follows that much of the galaxy should be unknown. This game is so flexible that you can do just about anything with it.

Frankly, the game really is awesome and has all the joy of Labyrinth Lord, only with spaceships and lasers.

Critiques
Ok so this game is perfect for a Trek-like game where everyone is serving aboard a starship. The class/level system works for this. But I do have two issues I want to bring up. One is outside the scope of the game, the other is inside it.
First off. If I want to play a game of "Orion" Pirates or Smugglers I have to bend my Officers level advancement a bit. Indeed, some of the classes would not quite work with a group of characters where everyone has to do a little bit of everything. Yesterday my friend Greg Littlejohn (gm for my oldest in his other game) talked about a Smuggler class. That might work well here too.

Secod point is the level titles them selves. While it make perfect sense to have a bunch of Ensigns (1st level) running around doing things, it makes less sense when everyone on 10th+ level and all Admirals. For this I would use the level titles as suggested ranks only. Or maybe make the PCs part of a special task force that allows them to work outside the normal ranking system.